An Unusual Companionship
by CobaltAC
Summary: No Reapers AU. Shepard didn't join the Alliance Navy. Instead, our illustrious human heads to Thessia and is taught in the arts of pleasure. Soon enough, one Matriarch Benezia purchases the human's services... Written for the KinkMeme. Benezia/ManShep/Liara/Others. Rated M for a very good reason.
1. Chapter 1

_AN: Just a something I'm cooking up for the kinkmeme. I'm still working on "Corrupted" as well, so expect an update for that sometime in the coming weeks. Be warned though, what eventually comes up in this fic is DEPRAVED. I'm not talking gross-out stuff, but some of themes I explore can be a little squicky for some people. You may have already noticed the pairing in the description: "__**Benezia/Shepard/Liara**__". That's no accident. You have been warned._

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Benezia could remember it clearly, the day she bought her first human pet. It was a cool autumn afternoon when her good friend and fellow matriarch, Trellani Massa, was finally able to convince her to go out and purchase a companion for herself.

No matter what the other races said, the asari business of sexual companionship was not slavery, not really. All companions had entered into service willingly and enthusiastically. Added onto that were contracts preventing psychological or physical abuse from befalling any of the "pets", though said contracts usually only applied to krogan and batarian clients.

When Benezia and Trellani arrived at the companion villa, a large, lush estate with a sprawling garden dotted with fountains, they could feel an air of excitement among the gathering crowd of potential clients. Individuals of nearly every species, from high profile actors and actresses to respected politicians and officers, had converged in one of the villa's gardens, waiting to be led into the show room. Hushed conversations and lewd gossip was rampant enough for the two matriarchs to eavesdrop. As it turned out, the excitement was generated from the rumor that the villa had taken in a large group of humans, both male and female, a few months back and had since been training the new recruits in the ways of pleasure.

Humans, Benezia mused, the most recent addition to the galactic community, After their rather… explosive introduction to the turians due to a most unfortunate misunderstanding, the asari had stepped in to mediate a truce before things escalated further and caused more damage. While Benezia herself had not had any experience with the "barely evolved primates", as the turians referred to them, the asari diplomats who did told the matriarch of a brash, impulsive race.

Humans were impatient, way too emotionally driven, and, as one matriarch so eloquently put it, insane.

Many asari, including Benezia herself, would shake their heads in disbelief when they discovered that many of humanity's "Great Feats" were achieved for practically no other reason than to prove that they could do it. It just seemed so… petty.

But despite the Alliance's less-than-stellar introduction to the galaxy at large, many maidens (and a few matrons and matriarchs) couldn't help but be curious about this new upstart race. The turians called them primitive, hairless apes. Brutal, uncivilized pyjaks who got lucky at relay 314. The salarians simply referred to them as "krogan-lite".

With descriptions like that, they were practically _daring_ young adventurous asari to flock to alliance space. These maidens were eager to discover new things, to learn about new cultures, and, most importantly, to add another dangerous alien to their list of "conquests".

With their return to asari space, each girl brought back a story of learning or of illicit romance and sex. They bragged about how they introduced some curious nubile native to the legendary asari grace and to the joys of xenophilia.

One such story came from one of Benezia's own followers, much to the Matriarch's surprise. Shiala was part of her security detail, a respectable and skilled commando with at least a century of experience under her belt. To walk in on her telling her tale to a group of the younger acolytes came as something unexpected.

Shiala had been bragging to her cohorts about her experience with one young human male, a C-Sec rookie to be specific. The commando told of how she spotted her prey in the midst of a lively nightclub, celebrating with his fellow officers over a recent big arrest. Shiala eventually lured the poor boy away from his herd, catching his attention with "looks", a subtle flirting skill most asari had refined into an art form. When she had him all alone, had him away from his friends, away from any that dare take his attention off of her, the huntress struck.

It was methodical, almost a surgical strike against his defenses, against his ability to think rationally. She whittled away at him, bit by bit.

First were the drinks, the key to getting rid of the tension. He obviously had not had much contact with asari prior, judging from how tense his body was, so she had to use something soothing.

It was a rule not to use hard liquor, like batarian scotch or volus rum shots. The goal was to get him relaxed, after all. If asari wanted to have fun later, it would help if your intended partner wasn't passed out drunk on your carpet.

In the end she chose to use a type of honey mead. It worked like a charm.

Next, she used her own movements, distracting him by accentuating her toned body. She fluttered her eyes a bit, did a bit of lip-biting. She even pushed her ample chest out, a part of her body already brought to attention by her form-fitting clubbing dress.

Poor thing never stood a chance.

Shiala smiled lecherously as she recalled slamming him against her apartment wall, kissing him ferociously until both of them could hardly breathe, their lips swollen. The hair growths that covered the skin on his chin, jaw, and around his mouth had tickled her, not an unpleasant experience. She told of how she had stepped back and ordered him out of his clothes. He had reacted immediately, treating his ruffled uniform as if it were poison, tearing it off with desperate haste.

Shiala proceeded to brag about making the strapping young man use his mouth and tongue on her, about how the so-called primate treated her like a queen, a goddess, lapping her up as if she were a delicacy. In return, she had used her mouth on him, a rather, in her words, "illuminating" experience.

Finally, she described how she rode him like a one would an enraged nathak, squeezing him tight until he had "popped like a bottle of warm champagne". That had drew some giggles and laughs from the group, even a getting a smile from Benezia herself.

A bell chime drew the Matriarch from her thoughts. She was in the companion villa once more, with her friend, Trellani, amongst a crowd comprised of the rich and powerful. The gathered party was being led into a large showroom, where the companions were being put out for all to see.

At the front of the room, before several dining tables with chairs and candles, was a large stage with a small walkway. Once everyone had been seated in the comfortable chairs and served expensive wine, they "pets" began to be brought out. There were the asari, young and graceful, the drell, lean and limber, the turians, proud and loyal, even a few krogan, strong and… durable.

Finally, after the crowd had gone through many bottles of wine, the humans were brought out before the crowd. They stood in a row, many of them, both male and female, naked as the day they were born, everything they had, out on display for all to see.

It was surprising to Benezia and Trellani how much variety there was in just this group of humans.

Tall and short.

Muscular and wiry.

Curvaceous and petite.

Dark and light.

And that wasn't even counting hair colors and styles.

Benezia's eyes roamed over the naked bodies before her, taking in the sights. The female humans obviously caught her attention first. Their full, curvy forms were very pleasing to the eye, as many asari would agree.

But there was something else, something nagging at the back of Benezia's mind. The human women were _very_ similar to the asari, to the point where it was almost… unsettling. Benezia would later find that the humans had a term for this: uncanny valley. So close, yet not entirely there. It was a fitting description.

Trellani, on the other hand, held no such thought, gleefully (and shamelessly) "inspecting" each female specimen when the remaining clients of the night were allowed up close. These "inspections" were allowed, so long as the companions agreed. Apparently, these humans had no qualms over being inspected by potential buyers.

As time went on, the number of people in the show room dwindles, humans being bought and quickly leaving with their new masters or mistresses, most likely racing home to test out their skills.

Benezia was honestly surprised to see the young Vakarian boy, who had been just a private the last time she had visited Palaven, walk out of the show room with a red-haired human female in tow.

Even more surprising was what Benezia and Trellani saw further down the row of humans. The two matriarchs had always thought the Primarch of Taetrus to be a serious, no-nonsense type of woman. To find such a character in a place such as a companion's villa was astonishing. Both asari were close enough to hear the turian woman converse with the villa's Madam over the human she was inspecting.

"Earthborn?"

"Yes, Primarch. He's as full-blooded human as you can get. Former Alliance military as well. He's very good at taking orders." The asari matron chirped.

The Primarch hummed thoughtfully, turning her eyes down to the male's waist, eyeing the muscle hanging between his legs.

"He's not very large. I'd say he's more average than anything." The Primarch stated, tilting her head as she regarded the limp organ.

The human made a face at the blatant disregard for his person and the Madam quickly came to his aid.

"Humans aren't like turians, Primarch." She spoke cheerily, "Human genitals aren't internal like turian men, as you can obviously see. As a result, you can see them when they are flaccid. However, when aroused, the human penis grows longer."

"Longer?"

The Primarch perked up at that, mandibles clicking slightly.

"And _thicker_." The Madam added, her voice low and suggestive, "Though, like I said before, the males need to be stimulated for such things to happen."

"I see," The turian woman said absently, eyes still on the burly male before her, "May I?"

"So long as it's okay James here." The Madam answered, eyeing "James" expectantly.

A moment passed and, eventually, James nodded.

Wasting no time and without one ounce of shame, the Primarch reached down and wrapped her hand around the young man's member, slowly stroking it. The effect was the human's body visibly tensing at her touch, his breathing clearly becoming more and more labored.

"Your talons have been dulled, correct?" The Madam inquired.

"Always." The turian replied, not deviating any attention from her task at… ahem… hand.

It did not take very long for the human, James, to reach his peak. The Primarch's eyes grew wide at the sight of the organ swelling with the human's pumping blood, growing in length and in girth. A few moments of the turian females ministrations and he was standing at attention, like any soldier should.

And it was a sight to behold.

"Oh my," The turian gasped as she held the human's fully erect cock in her hand, the warm, thick appendage throbbing against the sensitive skin of her palm, "most impressive."

"Not so average now, huh?" The human remarked haughtily with a devilish grin. He and the Primarch locked eyes and the entire room felt something spark between the two.

"He certainly is a bold one, Madam Dantius."

The Primarch's mandibles were spread wide into a lecherous turian smile.

"That he is, Primarch. Would you like to bring him to release?"

The woman's eyes widened considerably as she swirled around to face the asari, an expression of shock on her face.

"Wha- here? Now?"

"You've already brought the soldier to attention, Primarch. Why not put him at ease?"

The turian's mandibles clamped shut as she looked from the asari to the human, whose cock she still gripped in her hand, her eyes showing her to be rather conflicted.

An instant later and the Primarch made her decision.

"Alright then. But not here. You have rooms, correct?"

_Ah, Venata_, thought Benezia, _always the one to make things sound so… business-like_.

Madam Dantius gave the Primarch a knowing smile and, without another word, led the odd pair out of the room, through a set of large doors, deeper into the large house.

_Wow._

Recovering from the shock of witnessing such an odd event take place right before them, the two matriarchs continued their trip down the line of human companions, taking in the sights as they did.

Benezia found herself more interested in the males of this new species. They were… strange… so similar to asari, yet alien enough to be something entirely different. They were also rather… large. And broad.

They were like something akin to a fusion of asari and turian.

After witnessing Asari pop singer, Aleia T'Nola waltz away with, not one, but _two_ human females, Benezia saw him.

Farther down the row of human pets, near the end of the stage, stood one particularly tall human male. He was large, even by human standards, possibly the most physically imposing human in the room aside from the one the Primarch ran off with.

He was naked like the rest, sporting broad shoulders even a quarian man would be envious of, along with a pair of thick, muscular arms one would expect to see on a krogan. But what caught most of Benezia's attention were his eyes: A pair of icy blue orbs that seemed to stare straight into the elder asari's soul.

Human males were an odd bunch. They possessed the pleasing body shape of drell and batarian males yet none of the more alien features, such as the scales and hallucinogenic skin or razor teeth and extra pair of eyes. They were so asari-like, yet so alien. Benezia just found it captivating, the merging of asari grace and human masculinity.

The Matriarch was curious, to say the least.

Once the madam returned, looking a bit disheveled from undoubtedly joining the Primarch in easing James' tension, Benezia caught her attention.

"Yes, Lady Benezia?"

"Who is that over there?"

The Madam looked to where Benezia was pointing before breaking into a large smile.

"I see you've taken an interest in John. Understandable. Human male have seen a surge in popularity as sexual partners among the women of the galaxy. Something to do with _'finally having male asari'_, from what I've heard. Though you are the first to not be intimidated by the boy's… figure."

Benezia only picked up the human's name from that, effectively ignoring the Madma's babbling.

_John. Simple yet fitting._

The Madam led the elder asari down the row of companions, over to where John was standing. The young male immediately took notice, his posture straightening into an almost soldier-like stance.

"John here, is my one other full-blooded human. Both he and James are the only two of this batch actually born on his species' homeworld. While James enlisted, John found himself growing up in the slums of his planet's cities. Eventually, he realized he wanted something better than a dinky shack. So, he hitched a ride on a thessian freighter, and now here he is."

Benezia said nothing, giving the male a once over while trying to keep her stoic expression in place. She could feel how warm he was, even from where she was standing.

_Goddess, this human is like a furnace!_

The Madam continued speaking, assuming her refined saleswoman persona.

"He's obedient… so long as you give him a reason to be so. And he's got a bit of a rebellious streak as well. Something I've _personally_ experienced…"

"Unprofessional of you, Madam." Benezia remarked.

"Can you blame me?"

The elder asari glanced down to the human's waist.

"Not really, no." Benezia replied, "You make him sound like a maiden."

Benezia cracked a small smile, John returning it in kind.

"A _**bold**_ maiden. You may have to assert authority at times." The Madam suggested before adopting a more mischievous tone, "Or, you may not. Have you ever had a human male dominate you?"

That was all it took for the matriarch. Benezia broke eye contact abruptly, turning to her fellow asari with a hard stare.

"How much for him?"

**]|[**

_AN: Another note, here. Expect an update to my ME1 novelization "Race Against Time" pretty soon. Should be up in a week or two. Also, check out "__**Paper Wings**__" by Atreyu429. Both he and the story are awesome and they deserve more attention. _


	2. Chapter 2

_AN: Okay, first off, thanks to (mostly) everyone who reviewed. I appreciate all of your kind words and thank you for taking the time to even write something down. Secondly, I thought I would let all of you know that this story will be more… expansive than I though. As at least one of you already know, this will involve more than just Liara, Shepard, and Benezia. So… yeah. I guess that's a good thing. So, here. Enjoy the latest update. And check out some of my other stuff when you get the chance. A lot of them are in the same vein as this story. Y'know… porn-y._

**]|[**

It was amusing for Benezia to see her new human pet look so surprised at the sight of his new home.

The T'Soni estate was enormous, something Benezia never forgot but ultimately got used to, but it was still a nice little treat to watch other people's reactions when they first laid eyes on the home.

The human's eyes went wide, his eyebrows raised in an almost comical manner. His facial expression wasn't much different than that of Benezia's daughter, Liara, when the maiden first saw an intact prothean ruin, jutting from the ground of an alien planet.

"Surprised?"

The human flinched, having been jolted back to reality by his mistress' words. John Shepard tore his gaze from the skycar window; his lovely, blue eyes met Benezia's, a hint of embarrassment evident in the shiny orbs.

"No, Mistress," he answered while idly scratching the hair on the back of his head, "it's just that I've never seen a home this size. You're garden is larger than most houses back on Earth!"

The wonder in his voice drew a chuckle from the centuries-older matriarch.

_So young and full of life. So much energy…_

The skycar lurched slightly, a telltale sign that they had landed. Before Benezia could do much of anything, John had already gotten the doors open and stepped out, one held out for the matriarch.

Benezia recognized this as a polite, chivalrous gesture from human culture, where human males would be expected to assist females out of carriages and vehicles. It was wholly unnecessary in this case, as Benezia was more than capable of taking care of herself, but it was a sweet gesture and not at all unwelcome.

Benezia accepted the young man's hand, softly taking a hold of it as she stepped, gracefully, out of the skycar. It brought the asari a warm, pleasant feeling when a broad smile spread across her pet's face, revealing a set of pearly white teeth.

The rest of the day was spent showing her new human companion around the estate.

Benezia stifled a laugh when she saw his expression as he was led into the main hall, the poor boy's eyes glued to the ceiling looming a few stories overhead, mesmerized by the intricate, glass chandelier hanging high above him.

His reaction to the bath house was equally amusing, though in his defense, the one she had seen in the companion villa was _much_ smaller.

Unfortunately, she could not prevent her pet from being swarmed by the estate's other inhabitants, which comprised of her security team, her acolytes, her advisors, the maids, and the kitchen staff.

They fawned over the young man as if he were some adorable plush toy, many of the younger maidens taking the opportunity to run their hands through the collection of soft fibers on the top of his head, cooing at the strange, alien sensation of the thin bristles brushing against their sensitive skin. A few of the more daring among the crowd took the chance to reach out and feel the human's well-defined body, fondling his muscles and musing over the tone and definition.

John, much to Benezia's relief, seemingly had no problems with the attention he was receiving and didn't seem to care about the fact he was being groped.

Like Benezia, many of her followers held the opinion that the boy's eyes were his most attractive feature, though their conclusions ranged from "cute" to "absolutely gorgeous".

It would be several hours before Benezia was able to show John his new quarters, specifically, her own room. The matriarch allowed herself a small smile at her pet's reaction to the fact that he would be residing in the master bedroom along with her.

"I'm sleeping here? With you?"

"Yes, darling," Benezia replied warmly, slowly making her way over to her large bed and taking a seat, "is that a surprise?"

John took a quick look around the large bedroom, appreciating the soothing paintings hung high on the walls.

"Well… yes, actually, it is."

Benezia pursed her lips, a thoughtful expression on her face.

"Why is that, my pet?"

John pulled his gaze from one of the paintings, turning to face his mistress.

Benezia sat on her bed, her legs crossed. The millennia-old woman found herself pushing her chest out, a result of her desire to appear physically appealing to her new plaything. It was not a difficult goal to accomplish, as Benezia quickly learned. Despite her age, the elder asari was fortunate enough to keep her curvaceous figure from her maiden years, the only significant change from those times being her increased breast size, which, knowing males, was not a bad thing. Coupling her sizable bust with a nice, plump rear, Benezia was still able to draw quite a few glances her way, as evident from John's roaming eyes.

"John?"

The human blinked once, surprised from being pulled from his thoughts, whatever they were. Benezia stifled a quiet chuckle brought on from the look on the young man's face.

"I apologize, mistress. I was… distracted," John meekly answered, his cheeks slightly reddening, "What was your question?"

"Think nothing of it, darling," Benezia assured him, smiling warmly at her human, "come pet, have a seat next to me."

The matriarch lightly patted the area of the bed next to her, an obvious invitation if not for her verbal request.

John accepted it without hesitation, a given for many men of his age and sexuality. As he did, his mistress placed a hand softly on his back, the human immediately being filled with a feeling of warmth and comfort. That came as a shock to John. It was widely known across the galaxy that asari were capable of being empaths to a certain degree, to mentally feel what others feel, but John did not know that they were capable of sharing their own feelings in a such a way was well.

"Tell me about the villa, love," Benezia cooed into John's ear, her full, dark-blue lips nearly brushing against his skin, "Or better yet, why don't you show me?"

John gave his mistress a look, his brow furrowing.

"You want to meld… to see into my mind? Now?"

"I don't see why not, darling," Benezia whispered softly into his ear, her free hand moving to stroke his cheek, "I want to know what you've learned, what they've taught you. Will you allow it?"

"Yes, mistress." John replied after a moment of hesitation.

It suddenly occurred to John that the room now felt significantly warmer. The young man had thought himself to be more confident than this, but, then again, he had believed he was going to be purchased by some horny, spoiled maiden living off her mother's money.

Instead, he was taken home by a very powerful and wealthy matriarch who was several _centuries_ his senior. It was difficult not to feel a bit out of his depth.

The warmth he had felt before was now spreading to every inch of his body, filling his mind until he felt consumed by it.

It took a moment to realize he was not in Benezia's bedroom anymore, but back at the villa. His mistress had initiated the meld, but her near millennia of experience had refined her ability to do so in such a way that was far less intrusive than if a maiden or matron had done it. John actually felt sensations of warmth and love filling him, Benezia sending her own feelings into his mind. He could even know her thoughts to a degree.

_So… how does it feel, embracing the mind of a matriarch?_

John honestly had no words to describe what he was feeling at the moments, an odd, but not unpleasant, combination of emotions, both hers and his, meshing together in a way where their identities merged.

She was him, and he was her.

But right now, Benezia wished to know about the villa and what he had learned there. So, John, being the good pet that he was, allowed a memory to play out before him.

The world seemed to twist and turn around him until he was in a more specific area of the villa, one of the "training" quarters.

It was a simple room with a window and a bed, the only source of light coming from several lit candles set on the nightstand and beside the windows. Asari were known to enjoy more natural household décor on certain occasions.

It was late into the evening, the sun having set a while ago, allowing the candles to shine at their brightest. There, tangled within the bed sheets, were two figures, their roaming hands pawing at each other in a lust-filled frenzy. Quiet grunts and moans filled the room as the pair joined at the waist, the larger figure looming over the smaller, lithe individual.

_And what might this be, pet?_

_One of my many learning experiences, mistress._

The larger one, undoubtedly a male, if his voice was any indication, thrust forward into the figure below him, drawing a series of moans and squeaks that were velvet to John's ears. The lithe figure below, a female, wrapped her shapely legs around the male's waist, locking her ankles together to hold him in place. With a savage grunt, the male leaned down, one of the woman's nipples finding a way into his mouth. It was then that the female's face could clearly be seen, a very familiar blue face, one Benezia had seen only hours ago.

_Madam Dantius? _

_She was a very good teacher, in my opinion, mistress._

_I can see that, pet._

Now it was clear. The male in the memory was John himself and this was one of his "sessions" with the companion villa's madam.

"Harder" Madam Dantius breathed out, her small, delicate hands latching onto the young man's back, her nails digging into his skin.

John obliged without question, ignoring the stinging sensation as Nassana left several trails of fire down his back when she dragged her hands across his skin. The human began churning his hips against hers at a faster pace; pumping his length in and out of the asari's tight, warm folds like a piston.

_You rut into her with such vigor, pet. Will you show me the same enthusiasm?_

_You don't need to ask, mistress. I am yours._

Madam Dantius' cries became louder, less controlled, until finally, she was calling out his name repeatedly. The matron was silenced when the human's lips met hers in a fierce, lust-filled kiss. Tongues breached lips and invaded the opposite mouth, tasting something wet and foreign and warm. John took the opportunity to palm one of Nassana's full breasts, his large hand kneading the soft, fleshy globe, brushing the sensitive nipple. The matron moaned into his mouth, her body arching up into his in response.

Suddenly, the whole world began slipping away. John was being pulled out of the room by an unseen force, everything dissolving around him as he flew past walls, doors, trees, and buildings.

Now, he was back in Benezia's room, sitting on his mistress' bed and staring into her loving face. He locked eyes with hers and saw, behind the love and adoration, a lust that was building up to breaking point. The matriarch smiled disarmingly, making all the tension leave the young man's body. Her hand was still stroking his cheek, keeping John facing towards her.

Before the human could do much of anything, Benezia struck like a serpent, her soft, dark blue lips latching onto his. Within moments, the asari had coaxed John's mouth open, allowing her warm, wet tongue access. She slid the muscle in, teasing him at first with a light massage of his own muscle before proceeding into a more aggressive approach. It only took a moment for John to begin kissing back, sliding his own tongue into his mistress' mouth as well. They dueled for a bit, drawing moans of approval from one another, seeing what worked and what didn't.

It was Benezia who broke contact, pulling away with a loud slurping noise. Both of their lips were swollen now, both of them panting like dogs.

"I want you to do what you did to her, to Miss Dantius," Benezia whispered, breathless and with barely concealed lust, "I want to feel what she felt when you were making love to her, pet. Can we do that?"

John said nothing, his only response was to resume the kiss Benezia had ended. His lips pressed against hers and she returned in kind, the matriarch allowing a loud moan to escape her lips when her pet palmed one of her ample breasts, teasing her nipple through the fabric of her dress.

_Goddess, it's been too long…_

John's other hand went on to a more important destination, sneaking its way up her long skirt, pulling the expensive fabric until it bunched up at her thighs. He slipped his way between her legs, his calloused hand brushing against her velvety soft skin. He was surprised to find the matriarch already moist, his nimble fingers teasing sensitive flesh.

Ultimately, John's ministrations with his hands and tongue were Benezia's undoing. The millennia-old asari pulled them both back onto her soft, large bed, Benezia straddling her human and her dainty hands already working on removing her pet's clothes.

First to go was his shirt, a button-up thing that was quickly discarded and forgotten, revealing his finely-toned chest and abdomen, his strength and power moving just beneath soft, warm skin. Benezia took the time to appreciate what was lying before her, running her small hands across his chest, really feeling him for the first time.

_A fine specimen of humanity. Of men in general, really._

Next to go where the human's pants, which Benezia pulled off unceremoniously as her pet began working on her dress. The human tugged at the many clasps and straps that held the flowing gown in place, obviously confused as to what he was doing. Though, in the boy's defense, asari were known for their rather complicated clothing.

Benezia stepped in, tugging at strap near her neck, allowing the top portion of her blouse to fall free, revealing her heavy, swaying breasts.

The effect was instant, John immediately leaning up into a sitting position as his mouth latched into one breast, his hand going to the other. Benezia gasped sharply as her pet's tongue teased a nipple and his rough hand kneaded her other, fleshy mound.

_Goddess…_

"I take it my body is to your satisfaction, pet?"

John's muffled reply was indiscernible, but the vibrations of his voice sent a wave of pleasure through Benezia's body. She ultimately took it as a "yes".

There was something firm brushing against her plump buttocks and she realized it was her pet's manhood, already prepared to do what it was intended to do.

Quickly, the matriarch flipped the pair over so that her pet loomed over her, trapping her against her mattress. It was only then that the asari realized just how larger the human was compared to her It was exhilarating to feel so small and helpless, even though she knew otherwise.

She glanced down to see his throbbing length brushing up against the inside of her thigh, inches away from where she wanted him the most. Benezia, by this point, was dripping wet, unbridled lust overcoming all senses.

She needed him inside her now if she was to receive any satisfaction from this.

"John," Benezia cooed, catching the young man's full attention, "are you ready?"

Her pet nodded. She smiled, placing a hand flush against his chest.

An instant later, they became one once more. Her feelings were his and his were hers.

John slipped inside her quickly, her slick folds accepting his length without difficulty, despite her tight grip on him. Benezia moaned, arching her back, her chest pushing up into him. Her soft breasts felt amazing rubbing against his chest as did her azure's vise grip on his throbbing member.

She was as tight as any maiden, hot and wet, like dipping his cock into molten velvet. The feeling was almost angelic, beyond anything John had ever felt before.

He was long and thick, filling her completely and then some. Benezia had taken many lovers in her younger years, drell, turian, but the only ones who filled her as much as John did were krogan, and even then, they were callous and uncaring to her needs.

The pair rolled their hips together, discovering what made the other moan, finding new ways to please the other. John was striking nerves that Benezia hadn't felt in centuries and she was caressing his sensitive organ in ways he never thought possible.

The bed was shaking now, neither of the pair even trying to keep quiet as John thrust with all his might, his hips slapping against Benezia's. Both their bodies were coated with a glistening mixture of sweat and other fluids.

Then came the moment, when Benezia could hold on no more. Due to the link the two shared, John could feel it too and the sensations his mistress felt mixed with his own, sending the human over the edge as well.

For a few precious moments, the two felt pure bliss, riding out each other's ecstasy to a magnificent high and then crashing back to reality with a tremendous release.

John grunted as Benezia cried out, the matriarch clinging to his body as if life depended on it. She came first, her lips gripping him tighter than ever as her warm, sweet fluids came spilling out, coating his cock with them. The human emptied himself into Benezia's tight depths with a groan, his hot seed impacting his mistress' sensitive inner walls, making her shudder with delight.

"Goddess almighty…"

Together, they collapsed onto the inevitably stained mattress, exhausted but ultimately satisfied. They laid there, naked as the day they were born in a tangle of damp bed sheets and sweaty limbs. Benezia shifted, draping herself across her pet's chest, feeling the human's chest rise and fall with a fascination one would find in a maiden. She could hear his heart beating at that excited her for a reason she did not know.

Neither of them said a word, simply lying in bed together, staring at the ceiling, enjoying the other's company. Eventually, they drifted off to Morpheus together, but not before a single thought drifted its way through Benezia's mind.

_I __**do**__ know how to pick them, don't I?_

**]|[**

_Special shout-out to __**Veyron722skyhook**__. I know for a fact that this story is right up your alley, so I hope that you enjoy it! Also, you guys should read his stuff. I think it's awesome and you might get a kick out of it._


	3. Chapter 3

_I'm back, ladies and gentlemen! Here to bring you another riveting chapter in your favorite pr0ns story featuring a strapping young human sex worker and his thousand-year-old, voluptuous mistress. I also thought it'd be nice to spread my wings a little in terms of the genders involved. A few of you with keen eyes may notice a hint of M/M stuff in this chapter. A little treat for any slash fans out there. Hell, I already write M/F and F/F, why not a little slash? It's just like writing any other smut, just it has two dudes. What can I say? Sexy is sexy, regardless of gender._

_This doesn't mean I'll be turning this into a slash story. The focus us still going to be a human sex worker who woos his way through many blue aliens, including a hot, thousand-year-old matriarch and her century-old daughter (maybe at the same time)._

_The M/M slash stuff is just my attempt to rope in some extra readers because I'm just sort of vain like that._

_Also, as a warning, this is around the time when I'll start getting __**depraved**__. Those who are squicked by incest –between sisters, that is- should turn around now. _

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It had been nearly two weeks since the lovely Matriarch Benzie had purchased John Sheppard's services. For the two of them, it had been fourteen days of _very_ enjoyable activities. It was pleasurable for John especially, considering that Lady Benzie was quite amorous for an asari of her age. John's mistress was nearing one thousand years and was as insatiable as a maiden who was on her first century.

The young human male was rather glad that it was Benezia who had purchased him. The shapely matriarch was kind, generous and accommodating, constantly making sure her new pet was always comfortable.

Not that the villa did not have any of those traits, it was just that Benezia was so much more… nurturing, caring.

The sex was most definitely pleasing, much more so than a romp in the sheets with any other woman. But if there was one thing that John absolutely adored about his new mistress it was that Lady Benezia was not a selfish lover.

No, Benezia like to _share_.

John's mistress was a very powerful asari and had much influence in both thessian and galactic politics. As a result, Benezia would constantly have many visitors coming to her home, mostly fellow asari diplomats either looking for guidance from the Matriarch's wise counsel or seeking Benezia's favor for an upcoming election.

The asari in general were a very sexual species, more so than humans or turians. They did not have the same social taboos many others races tended to have towards casual sex. A quick tumble in the hay was likened to merely a friendly conversation in asari society.

So, when Benezia received visitors and they took notice of John, the Matriarch wasted no time in asking her guests if they wished to "try him out".

This was the way John found out that his mistress could be rather blunt. But, then again, John himself was not one for subtlety either, so the human didn't exactly mind all that much.

There was one such occasion that John was particularly fond of.

An asari politician, Irissa, had come from Armali to visit Benezia for guidance. Apparently, Irissa had known the Matriarch before and had been one of Benezia's many students.

Now, according to what John had been told about her prior to her arrival, Irissa was a ruthless diplomat who was known for her firm views and relentless pursuit of asari expansion. It came as a surprise to the young man when he witnessed the supposedly cold matron greet her former teacher with such warmth.

Of course, the instant Irissa noticed John's presence, the matron went from 'warm' to 'intrigued', something that did not go unnoticed by Benezia herself.

What happened next was inevitable the moment Benezia had caught on to Irissa's curiosity. As she did with her other guests that showed an interest in her human plaything, the Matriarch inquired if Irissa wished to have a taste of what it was like to be with her pet.

Less than an hour later, Irissa, the once cold and calculating politician, had her blouse ripped open and pulled down to her waist, exposing her pert breasts, with her skirt hiked up around her hips as she had John fuck her senseless atop one of Benezia's wooden dressers.

Irissa was hot, wet and tight and made the most adorable little noises when she came, little eeps and whimpers that were just music to John's ears. The human also discovered that the no-nonsense Irissa was something of a sub, much to his surprise (and joy).

Benezia, however much interested she was, stayed on the sidelines for that encounter, opting to simply watch instead. She did spend a little personal time with her pet later that night, however, a session that involved the millennia-old asari exploring all the ways she could have her human use his mouth to please her and vice versa.

In John's opinion, that had been a rather good night.

However, not all of Benezia's visitors were asari, or even female. There was one young man, a drell envoy for a hanar diplomat that was unable to meet with Benezia on that day. The drell had shown interest in the strapping human male, eyeing the taller, hairy alien with a hunger that was clearly visible, even in the reptile's deep, black eyes.

Not wishing to embarrass his mistress by turning the drell down, John obliged. That night Benezia got to sit back and witness her pet have his first time with another male.

There were two things for which John was grateful that evening. The first thing being that the drell who took him to bed had been a bottom, a "catcher" rather than a "pitcher", and was clearly very much on the submissive side.

The second thing was that drell tended to be far lither than, say, human men. It was to the point where even the males of the reptilian species were rather curvy.

Because of this, it was easier for John to pretend that it was a _woman_ that he had bent over the edge of the bed, that it was a _woman_ who he was relentlessly thrusting into, a _woman_ who let him take her ass hard, a _woman_ who had her soft lips wrapped around his cock, taking his thick shaft deep into her throat.

But even with all the pretending he did, it was still a _man_ that John had spilled his seed into. A _man's_ ass he had fucked so thoroughly with his thick cock. It was a _man_ who had sucked him off, devouring the cum that erupted from John's shaft with a ravenous hunger.

The drell was quite skilled; John had to give him that. And Benezia definitely got enjoyment out of watching, so he had that to be happy about as well.

Even if it was not exactly up to John's preferences, the ordeal was not as horrible as it could have been. John did get _some_ enjoyment out of it, particularly from the drell's talented mouth.

Afterwards, John had made sure to let Benezia know exactly what his preferences were, including his preference of not having sex with other men, even if they were of a curvy, alien species and acting as the "bottom".

While the human knew he had a caring mistress, it still came as a surprise when Benezia began to apologize profusely, stating that she should have learned all about her pet from the start. John, not enjoying putting the Matriarch in such a frazzled state, attempted to downplay it, but Benezia would have none of it.

That evening had turned out particularly pleasant for John when his mistress decided to "make it up to him"…

…with her mouth.

Today was also shaping up to be a great day in its own right. There were no scheduled visitors until tomorrow evening, so Lady Benezia has the entire day to herself. As a result, the Matriarch who held a cold mask of professionalism during the day (a consequence of politics) was now all smiles and sunshine, something John had not seen outside his sessions with her.

In fact, Benezia had been happy enough to start one of said "sessions" with John…

…Right in the middle of the living room and on her favorite couch.

John couldn't bring himself to complain about anything as Benezia slipped one delicate hand down the front of his trousers, but the human was thankful that his mistress had sent most of her staff home early for the day. As much as John enjoyed his time with Benezia, he preferred to keep it away from the public eye.

A millennia of experience with God knows how many people gifted Benezia with the ability to bring about arousal like few others could. Her small, blue hands were incredibly skilled, if a little dainty, and baby soft, bringing John to full mast in mere seconds, swollen, throbbing and hard as steel.

Their clothing did not last very long, the Matriarch tearing through her pet's modest outfit, discarding pants and shirt like they were nothing.

John was considerably slower in liberating the asari's shapely body from its silk prison, peeling the soft fabric away to reveal flawless blue skin.

She was already wet for him as John soon discovered with one roaming hand diving between her long, elegant legs. It was not long before the human could easily slide himself inside her, slipping between her warm velvet folds and filling her, stretching her wide.

It was clumsy at first, a consequence of their rushed beginning, but soon the pair set a nice tempo between them, John thrusting deep inside his mistress at a steady pace.

It would not be long before Benezia craved a change, setting her muscular plaything n the couch and taking a seat on his lap, engulfing him in her tight quim as she did.

It was a new position for John but not an unwelcome one. With the way Benezia placed the pair, the human companion had much easier access to the asari's large, swaying buxom, reaching around to her front and cupping a soft, milky mound in a calloused hand, teasing the nipple with his fingers as he did.

His other hand ran up one of her supple thighs, barely grazing her sensitive skin, before settling on her hip, helping the Matriarch grind against him.

John grunted loudly as the asari tightened her cunt around him, gripping him in a deliciously wet vise. The euphoric friction produced from this was only amplified by the churning of Benezia's hips. The feeling of her plump ass brushing up against his waist was also most enjoyable and was also quite a sight to behold.

_A thousand years and not a single sign of aging. This woman is a goddess, I'm sure of it._

Then, Benezia leaned backwards into her human seat, placing her back flush against his broad, muscled chest, not stopping the movement of her hips for a single moment. She could feel the heat coming off of John's body before, but now, right up next to him, he was a furnace, his blood running hot through his veins from the exertion and excitement. She could feel his heart beating, like it was about to burst from his chest.

As if on cue, one of her pet's hands dipped between her legs to tease her, nimble, talented fingers playing with a part of her body most sensitive. That drew a quiet moan from the Matriarch, a soft whimper just loud enough for John to hear and smile at.

A smile spread across the human's face before his mouth began to focus on the asari's exposed, sensitive neck and his hands doubles their efforts.

If the noises Benezia were making were any indication, John was doing something so very right.

It was only until John felt the tendrils at the edges of his mind did he realize that Benezia had just started to initiate a connection of their two minds.

A moment later, the human felt a burst of euphoria as Benezia's pleasure became his and his pleasure became hers. Not only could he bask in the feeling of his mistress's tight inner walls clenching around his shaft, but he could feel himself filling her, feel how he stretched her inner muscles, how every little move he made resulted in him touching something sensitive, nerves Benezia had forgotten even existed.

"Goddes above…" The Matriarch gasped, rolling her hips against her human's.

Neither of the two lasted very long after that. They came at the same time, riding away their orgasms as they pressed their bodies together, the asari leaning back into the human's broad, muscled chest as she gripped the man's shaft like a wet vise, moaning loudly as a warm sensation pooled in her lower belly.

The feel of his seed within her was something Benezia enjoyed greatly, even if she would have to clean it up later.

John's end was quieter, the young man allowing himself a barely audible grunt as he gave in to the sweet release. His muscles tensed as he spilled raw human virility into the asari, salt mixing with honey. When he finally emptied his clip, the human went slack, spent.

A moment passed and neither said a word, each taking the time to catch their breath. John's heart felt like it was going to burst out of his chest, something he was sure Benezia could feel as well, given how she was pressed so close to him.

Benezia was not finished, however, as she still maintained the mental connection between them. John could feel the world around him change, the mansion, the furniture, all wisped away as he was pulled into his own mind.

Memories were being brought up, old memories of when John was still back on Earth, running jobs for the Tenth Street Reds.

In only a few seconds, John relived his fall from petty to organized crime, an act driven by desperation and the longing for something to do besides beg like parasite.

The human felt a surge of shame when he realized his mistress was witnessing the events as well, feelings that were quickly replaced by Benezia's kind reassurance.

_Do not be ashamed, dear boy. Your past does not define who you are now._

Reluctantly, John stopped resisting, allowing Benezia to have free reign to search and wander where she pleased, opening his mind to her.

Immediately, John felt the asari's presence and it filled him with a loving warmth, a sensation that made the former thief feel safe and accepted.

Even as he was drawn back to his first instance of theft –a couple boxes of food snatched from a market shelf-, even as he relived a gang war in the streets of New York, Benezia's grace never left him.

But then something caught the Matriarch's attention, something that made her go back and look twice.

_Well now, pet, what do we have here?_

From the tone of her voice, John had a pretty good idea as to what she had discovered.

As a curvy human female with dirty blonde hair and crimson lipstick suddenly appeared on his lap with his cock deep in her warm throat, John's suspicions were confirmed: Benezia was sifting through his past sexual encounters.

As the Reds grew in power and took more and more territory, the people who lived in those places began turning to the organized gang for "safety". Some of those people happened to be prostitutes. They traded sex for protection, offering themselves to any Red who would have them and, in return, no one could lay a hand on them without getting a scorched earth response.

This was something John was not proud of taking part in.

Benezia's probing brought those memories back in full force, all the degradation and the depravity he put those girls through.

There was one memory that Benezia brought up to the forefront, one that John had almost forgotten.

It was the night after the gang had cleared out a rival group's base of operations and the Reds had taken zero casualties. John had taken himself two whores for a celebratory fuck. What had made this night special was that the whores had been a pair that he had had his eyes on for quite a while.

Rhona and Darla were twin sisters, each with the body of a fornax cover girl and full, luscious lips that just looked like they were made for sucking. They did not mind a little physical activity with the other, a fact that made them two of the most desirable girls in the Velvet Evenings Brothel. They were, however, two of the most expensive, so it was extremely rare that anyone ever got them both at the same time.

But that night was John's lucky night.

The young man could remember it now, both girls on their knees, decent sized tits that were too supple, too soft and too perfect to be fake swaying with each movement of their bodies, pleasuring him with their skilled mouths.

Rhona was on the right, giving his throbbing cock all of her attention, lips wrapped around side the thick, meaty shaft like a harmonica, wantonly sucking on his manhood, slobbering over it with her tongue, moaning the whole time sending pleasurable vibrations down the length of John's dick.

Darla was on the left, gleefully pulling John's hefty sack into her mouth and swirling her tongue around a testicle, sucking on it like she would a candy. She released that from her mouth with a wet 'pop' before wrapping her soft, puffy lips around the base of his shaft, joining her sister in a magnificent blow job.

All the while, the sisters' hand were running over each others' bodies, playing with breasts and grasping the other's ass. It was a sight to behold.

The memory skipped ahead, John was watching a vid and Benezia had the remote. The sight that greeted the Matriarch and her human toy was that of one of the whores, Darla, on her hands and knees with her tight ass raised high in the air, her face pressed into the mattress. John was behind her, grunting in satisfaction as his thick cock pounded into her tight asshole, plundering her then unexplored depths.

John reached out with a muscled arm, grabbed a hold of the back of the whore's neck and forcing her face further down into the bed as his hips slapped against hers, his thick cock pumping into her squelching rear hole. Darla squealed happily, loving the feeling of being dominated so completely. It was brutish fucking, but that was the way the sisters like it.

It went on like that for a good while, John managing to get Darla to take him all the way to the hilt, the entirety of his member engulfed within the grip of her velvety rectum. Then they both came hard, Darla moaning as John shot his spunk deep into her bowels, claiming the unmarked territory for himself.

He pulled out slowly, his shaft slipping out of the whore's ass with a loud, wet '_shhhluckt_', some of his cum spilling out as well, staining the sheets.

Almost immediately after, Rhona, who had been watching while playing with herself, crawled over to John from across the bed and, with not an ounce of shame, took his throbbing cock into her mouth, cleaning the shaft of any remnants of cum, gleefully running her tongue all over the pulsing member before taking him further down her gullet, swallowing him deep into the tight grip of her throat.

"_Oh, fuck! You're just a naughty little cunt, aren't you, you fucking bitch? Filthy fuckin' whore is what you are, you know that! Don't you know where that's been? It's been fucking your sister in the ass!"_

John had taunted Rhona, shaming the whore for being so depraved. But with the way she stared back up at him with her mouth stuffed with cock, eyes filled with false innocence, he knew she didn't care on bit.

Rhona moaned whorishly at the degradation John put her through, reveling in the depravity of sucking on a rancid cock after it had just been pumping into her sister's rectum like a piston. The whore sucked harder, swirling her tongue around the sensitive head.

Suddenly, John was back on the couch in the middle of Benezia' living room, still stark naked and covered in a sheen of sweat. The smell of sex filled his nostrils.

"So **that** is what you were up to before Madam Dantius took you under her wing?"

Benezia was no longer sitting on his cock, instead standing before him, equally nude, with her arms crossed under her chest, pushing her sizeable mounds further up into a rather noticeable –and distracting- position. John's mistress was regarding with a look of contemplation, as if she was deciding on something.

John felt a swelling feeling of shame and embarrassment at the realization that Benezia now knew every filthy thing he had done while on Earth. Every whore he fucked, every cunt he tasted, every single romp in the sheets.

John began to utter an apology before Benezia stopped him.

"Do not be ashamed, John. I am not angry with you. I am just… surprised. I had no idea that you were once so…,"

"Depraved? Perverted?"

"I was going to say 'dominant'," Benezia corrected. "Just… the way you used them, fucking their tight little bodies like you owned them… It looked like they loved it."

"They were whores, mistress. They are _paid_ to act like they loved it."

Benezia gave John a look.

"John, I am nearly _one thousand_ years old. I can tell if someone is faking. They were not."

After a brief moment of silence, Benezia spoke again.

"Be in my room a half-hour before midnight. Wear something… earthly. Urban. I wish to try something with you tonight."

John nodded once, suddenly feeling quite spent.

The Matriarch smiled, shifting her weight from one foot to the other, cocking a hip to the side, emphasizing her _very_ nice waist.

The millennia-old asari turned away and headed off to her room, not the least bit fazed at walking around her home in the nude with human cum dripping down the inside of her thigh. As she sauntered off, John could not help but have his eyes glued to Benezia's plump, heart-shaped rear, a marvelous feature of her body that was only enhanced by the Matriarch's playful swaying of her hips.

Before exiting the room, Benezia turned back to her pet.

"Before you meet with me tonight, there's something I'd like you to do. Enassa, one of my gardeners, has taken a shining to you. Go and… _introduce_ yourself to her. She's probably out back, tending to the rose bushes right about now. She's never been with a human before, so please be patient with her. Oh, and don't take too long, love. I'll be waiting for you."

John exhaled loudly, mentally building his strength for what will most definitely be a busy night.

_Let's go to work._

**-]|[-**


	4. Chapter 4

_Hello, again faithful readers! I have returned with moar smut. Asari het, just the way you like it!_

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Enassa, the gardener, had been a wild one. When John had first met the young, purple-skinned asari, she had acted shy, just as Benezia had told him she would. As bashful as an asari maiden could be, Enassa effortlessly endeared herself to the tall, dark-haired human that was sent to her. Sweet, sparkling eyes and fluttering eyelashes had worn down John's defenses faster than any lustful gaze that had been thrown his way before.

The gardener led the human to a secluded greenhouse and it was not very long before both were stripped bare. It was then that John learned that the sweet, innocent gardener was not as innocent as she had led people to believe. While very much surprised, John couldn't exactly find a reason to complain when Enassa had the human male pinned on his back as she grinded her shapely hips into his. Right then, he could feel just how wet the asari was, her swollen petals ripe and moist.

She had mounted him then and there, right in the middle of the humid greenhouse, both quickly gaining a glistening sheen of sweat on their nude bodies. John grunted when his prick slipped into the asari, her cunt hot, wet, and maddeningly constricting. She moaned loudly, a stark change from the bashful maiden he had been flirting with not moments ago, crying out to the glass ceiling as she began to ride his cock like he was an enraged Earth-bull.

"_Fuck me, human!_" She commanded, raking her prominent nails down his broad chest, leaving thin streaks of red behind.

John obeyed with vigor.

He moved into a sitting position while remaining inside the asari, unwilling to part with the sweet warmth of her cunt. The sudden movement had made her squeak in surprise. The human wrapped one muscled arm around the gardener's waist with his calloused hand gripping her soft hip and he began to move her body like she weighed nothing, pumping her up and down on his long, hard cock. The asari moaned as her slick inner walls gripped him, the friction of his member sliding inside her and striking deep making her cry out in delirious pleasure.

Enassa grabbed onto his broad shoulder for support, her nails once again digging into his skin. The stinging pain drove him farther, making him rail harder into the purple alien female above him, his hands gripping her hips tight as her cunt did the same to his cock. She cried louder and louder, and he buried his face into her small, perky breasts, his mouth finding a nipple and sucking.

The asari gardener came with a cry of bliss, followed by a long string of colorful profanities as she rode the ecstasy to its end. She fell against John's larger frame, panting and sweaty, murmuring barely coherent praises into the human's ear before losing herself to dreams.

John's pride swelled.

He slipped out of the asari, slick with copious amounts of her fluids but none of his own, having not yet reached his own release. His cock throbbed between his legs, aching for the sweet touch of a woman and the chance to unload and finally go limp.

Slightly frustrated, John redressed himself, ignoring the head in his pants in favor of the one sitting atop his shoulders. He easily picked up the gardener's sleeping form, making sure his hold on her was gentle, and carried her indoors. Enassa was one of the few of Benezia's acolytes who had her own room within the Matriarch's mansion, so John did not have to worry about someone coming across a very naked – and very satisfied- asari the next day. John found her quarters quickly, setting the maiden down on her bed and covering her with a blanket.

Stealing one last glance at Enassa's sleeping form; John left her room, eager to follow up on his Mistress' orders.

_Meet her tonight, wear something "earthly". Got it._

John checked his omni-tool and saw that he still had some time before Lady Benezia required him. He knew he had no clothes in his room that resembled anything he wore back on Earth, aside from the tight, sleeveless shirts obviously made to show off just how well built he was. The rest of his wardrobe was much of the same so John left the mansion, exiting out the front door and making his way down the steps that led to the Matriarch's collection of expensive sky-cars.

It was not long after Benezia's purchase of John's services that she had granted the human free use of her vehicles. He had been allowed to travel anywhere he desired, so long as he remained within the city limits and that he return at nightfall or when she desired him and his services. John had not made much use of that freedom before, but he was not one to waste such opportunities.

After all, he still needed to obtain a certain style of clothing for tonight and there was bound to be a store somewhere in the bustling metropolis of Armali that sold Earth-fashion.

_And I do live to please…_

**-]|[-**

John had been fortunate enough to find a clothing store that fit his needs perfectly. The human was pleasantly surprised to discover that the store even sold urban-style wear, very much similar to the apparel he wore when he was back on Earth, running with the Reds.

It did not take very long for the young man to find a set of clothes he found fitting for the occasion. He made his purchases quickly, pointedly ignoring the flirtatious tone of the asari cashier, and raced back to Benezia's home.

Now, here he was, sitting patiently on his Mistress' large bed, wearing the classic t-shirt and jeans combo, the t-shirt just tight enough for his chest to be appreciated, along with a jet-black leather jacket that framed his shoulder well enough. The coat gave the human companion a dark, dangerous look, much like how he felt when he was a gang enforcer back on his homeworld.

_Surely Lady Benezia will like what she sees_, John thought cockily.

The human took yet another glance at his omni-tool.

_She should be here any minute now._

Sure enough, a few moments later, the intricate, wooden door opened and the Matriarch stepped inside the lavishly decorated, candle-lit bedroom. When she drew closer, John could see clearly just what the thousand-year-old alien woman was wearing.

Lady Benezia sauntered over to her human pet in a frilly, black nightie that just barely reached her thighs, her lovely, curved hips swaying with each step taken by the asari's long, graceful legs. Those wonderful sights, combined with a plunging neckline that barely kept deliciously round, blue breasts from spilling out and hungry, lustful eyes that drank up the sight of her human in his earthly garb, left John's mind a scattered mess of racing thoughts as the blood rushed from his brain to his growing prick.

The young man attempted to say something charming, appropriate for the occasion, but all that managed to escape his lips was a single word that, honestly, did not sound like any word at all.

Even worse, John discovered that he seemed to be anchored to the bed, all complex mobility processes appearing to have shut down at the sight of a very well endowed woman in a tiny, lacy blouse with a heart-pounding, low neckline.

The Matriarch smiled proudly, obviously satisfied that her figure was still very much capable of setting tongues wagging and hearts racing amongst the likes of John.

When she finally reached him, she simply stood there, looking down at her human with a small, innocent smile with her head cocked slightly to the side, her small, delicate hands playing, teasingly, with the hem of her nightie, as if she was going to pull it up, over her head at a moment's notice.

John sat there, wide eyes staring up at her, mouth slightly agape, in reverence of the lacy-lingerie-wearing blue beauty before him, as if her were an obedient hound waiting for his treat.

_A delicious, voluptuous, blue treat… _

A moment later, Benezia pulled one of her legs up, setting her knee on the mattress beside John, followed by her other leg on the opposite side. Now she was straddling him, John nearly getting a face-full of large, round breasts that seemed to defy gravity. Meanwhile, Benezia's soft, blue thighs were gently brushing up against the large bulge in John's lap; something that she _had_ to have known was there.

Without thinking, John's hands went to Benezia's hips, holding her in his lap. His fingers brushed against the bare skin of her legs when her nightie rode up and, for a moment, he was tempted to slip his hands under the tiny dress and just start groping away.

It was like his first time sleeping with her all over again.

Oh, how he yearned to palm those wonderful breasts just inches from his face.

But John was Lady Benezia's companion, her pet. It was _her_ needs that needed to be tended to, not his own.

If Benezia wanted to take the session nice and slow, then they would take the session nice and slow.

_And I do live to please…_

"John," cooed Benezia, giving her human a quick kiss, managing to slip her tongue into his mouth for a moment, "You got all dressed up for me."

The human was able to crack a smile despite the blue woman above him grinding her hips into his crotch.

"Anything for you, Lady Benenzia."

The Matriarch hummed, her full lips curling into a big smile. She nuzzled her face into the crook of her human's neck.

"You do so much for me, John. So, so much," She moaned, her warm tongue swiping out across her pet's ear. "I think it's about time for me to do something… special for you."

John furrowed his brow, a bemused look falling upon his face as Benezia pulled away to look him in the eyes.

"Mistress?"

The Matriarch did not answer at first, biting her lip with a playful look in her eyes as she ran her soft hands down John's covered chest, taking the time to appreciate the fine human specimen below her.

"John," She spoke, her tone one of curiosity. "Do you like to… pretend?"

"Sometimes, yes… when I was a boy…," John answered. "I'm not a boy anymore."

Benezia gave her pet a warm smile, leaning in to give the human a peck on the lips.

"No. You are most definitely not," Benezia affirmed, pulling away from the embrace to stand back up. She reached out for John's hand, pulling him up with her. "Tonight, John, we are going to pretend. From now until dawn, I am not your mistress and you are not my handsome pet. Tonight, you are a strong, strapping young man. A brave one, too. Perhaps you are Alliance military, the dashing commander of a proud starship."

John gave the asari a lewd smirk, leaning in until their faces were inches apart.

"I'm a commander, huh? So, what are you tonight, then? Are you a beloved Matriarch who leads a city? A nation?"

Benezia shook her head, adoration in her eyes.

John pursed his lips, ready to play the guessing game.

"A grateful maiden, then? The daughter of a powerful politician I rescued from a grimy band of pirates?"

"No," Benezia giggled.

"Then what?" John laughed in return.

Something within Benezia changed at that moment. Gone was the almost motherly love she had for her human pet, now replaced by a potent lust and need. Her eyes turned predatory, almost feline in a way, hungry for the perfect human specimen before her.

"_Tonight_," She purred. "I am a naughty little asari whore. Just some wanton Omega slut who needs a strong young man to bend her over something and fuck her hard. Normally, any man would do, but tonight she desires something very specific."

John clenched his jaw, his heart pounding.

"Turians will not sate her. They are too clinical in their fucking. No creativity. Krogan are not an option either, for they are too careless with their strength. That leaves you, human…"

John slipped a hand around her waist, reaching down and, in a daring move, palmed an ass cheek, drawing a gasp from the asari. Benezia laughed in surprise.

"That so?" He rumbled, pulling the woman closer until her ample breasts pressed against his broad chest.

"Mmhmm," Answered the asari, her delicate hands slipping under John's shirt. The leather jacket fell from his shoulders. "She wants a long, hard human cock! She wants a big strong male to take her in his arms and fuck every inch of her body, for him to claim what's his and make her like every minute! Can you do that, John? Can you make me yours?"

"Yes, Benezia," John growled, his face buried in the millennia-old woman's exposed neck.

Benezia ran her hands through John's thick mane of dark hair as his mouth continued its assault on her sensitive skin, the human leading the pair over to one of her wooden dressers.

"Johnny," Benezia moaned, her voice now that of some young asari maiden. "Call me, 'Nezzie'."

John breathed in approval, his hot breath sending shivers down Nezzie's spine.

The human reached down, grabbing a hold of one of her legs with the hand not occupied by the asari's curvy backside, wrapping it around his waist. He lifted her up as she was nothing, Nezzie squealing in delight at the roughness of it all. The human backed the pair up into the dresser, slapping the asari's plump ass down onto the smooth wooden surface.

"Oh!" Yelped Nezzie, who was quickly silenced as John pulled her into a fierce, deep kiss, one that was a lustful exchange of warm tongues. She moaned into the human's heated embrace, relishing the feel of having her mouth dominated and claimed.

He pulled away, leaving Nezzie breathless, but the break in contact lasted only for a moment as his lips quickly latched onto her neck, trailing kisses and soft, teasing bites down to her ample bosom.

John's hands went to the thin straps of her night dress and yanked them down, pulling most of the fine material with it, exposing full, supple globes of soft, blue flesh. The nipples were hard with arousal, poking out into the air. John wastes no time capturing a soft breast in his mouth, kissing and sucking upon the warm mound, lavishing the dark blue areola with his agile tongue. The other teat was palmed by a large hand, John kneading it roughly while the nipple found itself the center of his dexterous fingers' attention.

Nezzie moaned loudly, cupping John's head in her small hands as he sucked upon her large, heaving breasts. The scruffy hair that grew upon his chin and cheeks no doubt tickled her.

John bit down on the nipple he suckled, but only slightly, drawing a quiet gasp from a writhing Nezzie. One of his hands dipped between her spread thighs, brushing aside what little dress she had left on. He found her already wet, her lacy, black panties already soaked with arousal.

John gripped the thin material in his hand and gave a sharp tug. There was a snap and the panties came free, now a useless piece of expensive cloth that smelled of an asari in heat. He tossed the moist undergarment away and dipped his head down, using his strong arms to move Nezzie's legs over his broad, muscled shoulders.

Before him was a swollen, blue cunt, the mound quite visibly wet, slick with heat and aching for his intimate touch. The scent that filled the human's nostrils was as sweet as honey and John found that he no longer held the luxury of restraint. His tongue lashed out, swiping against her hot folds, catching some of Nezzie's sweet nectar on it. John savored the flavor.

Then, he dove in. Darting his head forward with his tongue spearheading the assault, John began his feast with the enthusiasm of a rutting hound, lapping at her cunt and drinking the asari up. He sucked on the moist petals of her blooming blue rose, filling his mouth with the distinct flavor of asari whore. All the while, Nezzie was anything but silent, crying her human's name and calling out to her goddess as she writhed on the dresser, bucking her hips into John's head in an attempt to get him to slide that sliver tongue of his deeper into her slick core. Picture frames, bottles of lotions, all manner of ornaments were knocked to the floor due to the asari's movements.

"_Johnnyyy!_" Nezzie whined as she bit down on a finger, the whore's other hand keeping his head attached to her cunt.

John licked dutifully, his tongue delving deeper into the sopping azure, drinking up asari honey with vigor. He pulled back and moved up, fastening his lips around her aching clit, sucking softly as his tongue pressed flush against it.

Nezzie screamed as he swirled his oral muscle, prodding at her and setting every nerve in her body into a surge of ecstasy. She came quickly, wailing his name as he plunged two thick fingers into her tight folds. Her cunt clenched around his probing digits, her entire body tensing up as a rapturous orgasm washed over her.

Eventually, Nezzie fell from her high, her body relaxing and going slack on the dresser, the wooden surface now soaking up the slick release that dripped from her thighs. The human's skilled tongue left her tingling and breathless.

John's fingers remained buried inside her, the human smirking as he thrust them up inside, all the way to the knuckles. He began to slide them in and out, watching Nezzie's face as she quietly moaned and hissed. When he finally pulled them free, they were soaking with the whore's release, the fingers glistening in the light.

John gave Nezzie a heated look and held the dripping fingers in front of her face, waiting. He didn't need to say a word. Nezzie obliged, lazily leaning forward and taking a hold of the human's large hand. Her eyes met his and his soaked fingers disappeared into her mouth, her soft, full lips closing around them at the second joint. She ran her warm tongue over them, tasting herself as she licked his digits clean of her juices. John's cock twitched in his pants as Nezzie sucked hard, moaning into his hand.

"Fuck…" He breathed, pulling his hand free. Nezzie gave the fingers one final lick as they left her warm mouth.

"That's the general idea, sweetie," The asari all but moaned, her hands going to his belt as she slid off of the dresser. "Now, I can't be the only one here having fun, Johnny. It's _your_ special night after all."

She pushed him onto the bed and got on her knees between his legs, continuing her quest to remove the pants from his legs.

_God almighty, is this really Benezia? _

Nezzie had John's pants off in no time, tossing the denim jeans away into a corner. The boxers stood as little opposition as well. Now, there was nothing between the asari and what she sought most.

His male pride stood erect, hard and throbbing, the swollen head pulsing with need. She regarded it for a moment, appreciating the fine example of human male genitalia as she wrapped her petite hands around the thick base. John took a sharp breath at the feel, groaning as Nezzie planted light, teasing kisses on the head, her soft yet tantalizing touch making him twitch in her hands.

"So much to have," Nezzie mused, stroking the shaft slowly with one hand, starting at the base and stopping just short of the head. "And tonight it's all mine!"

She leaned forward, holding his cock up by the tip, and gave the throbbing member a long lick up the bottom of the shaft, dragging her wet tongue from the base all the way to the underside of the head, where she stopped and starting massaging with her tongue. A moment later, the head was enveloped by her soft lips, engulfed in her warm, wet mouth.

John grunted, exhaling out his nostrils like a bull, the corner of his mouth twitching as Nezzie pushed forward, taking more and more of his throbbing cock past her lips. He looked down, his mouth agape as the asari started to bob her head in his lap, up and down ,with loud, wet sounds. Nezzie could only hum in delight as she sucked upon John's thick, meaty shaft.

This was nothing like anything Benezia would do. Benezia was slow, sensual, a woman who would savor every little moment for maximum pleasure. Nezzie was fast and filthy, slurping and slobbering over the human's cock as if it was the tastiest thing she had ever taken into her mouth.

Copious amounts of saliva started to collect around her mouth, her lips and chin slick with a mixture of spit and precum. Some of it even dripped down and splattered on her large, swaying breasts, the sight making John groan. There was no trace of shame in Nezzie's eyes as she sucked on the human's massive cock, massaging the thick shaft with her skilled tongue, flicking it over the head as she pulled back only to slurp it all back into her mouth as her head darted forward.

Nezzie eventually pulled away with a wet '_shlukt'_, breathless as she allowed the long, hardened prick to fall from her lips and slap against her saliva-coated chin. Still panting from having her mouth filled with human cock, she dropped further down and began sucking on John's hefty sack. She popped a testicle into her mouth, wrapping those soft lips of hers around it and suckled like it was a delicious candy.

"Filthy slut," John laughed, unable to resist voicing the jab as he watched her take his cock into her mouth once more, her head whipping back and forth on the thick member, her lips sliding up and down the shaft, slick with her saliva.

She pulled back once again, jacking the human off as she allowed herself to take a break. She smiled up at John, the only things he could see in her eyes was a mixture of lust, arousal and depravity, a wordless promise for all manners of perversions.

"You were expecting anything else, Johnny? I saw into your mind, I know what you want. Even now, there's nothing more you want than to bend me over this bed and ram me like and enraged bull. Tell me I'm wrong."

John said nothing, only grinning lecherously as Nezzie licked the tip of his stiff prick. The asari hummed in victory, letting go of the human's organ and taking a hold of her large, heaving breasts. She lifted them up and leaned forward, letting John's cock slide between her soft mounds before using her hands to press them together. John looked on in awe. There his cock was, hard and pulsing with the need to cum, nestled in the crevice between two wonderfully round breasts, the thick head poking up, nearly touch the underside of Nezzie's chin.

The asari gave her human a dirty smile, and began to rise and fall, using her large, soft globes to massage his shaft, sliding the mounds up and down along the prick held between them. She managed to slip the head into her mouth, sucking on it hard as she fucked John with her ample teats.

To John, this was heaven. Never in his life did he ever imagine being serviced by a beautiful alien matriarch who was a thousand years his senior and he certainly never thought it would be in such a depraved manner. The human could not help but smirk at his own fortune.

_An asari matriarch, one of the most powerful women in the galaxy, is on her knees, giving me the tit-job of a lifetime, speaking like a whore from the seediest bar on Omega. I should consider this a victory for all mankind. _

Nezzie finally released the cock from her bosom, forcing herself to take the organ further and further into her mouth, gurgling noises resulting from her determined efforts. John felt the tip touch the back of her throat and saw that she was little more than halfway down the shaft. Nezzie looked up from her position, her eyes meeting John's. The human could not find it in him to look away as the asari whore pushed onward, a millennia of experience allowing the blue woman to slide the cock into the tight confines of her throat with ease.

The human groaned loudly, cursing up a storm at the new sensation of a convulsing throat, hot and wet, tight around his shaft. Nezzie's nose eventually pressed against the human's crotch, the entirety of his massive cock now held within the vise grip that was her throat. She hummed, clearly happy at her accomplishment, and the resulting vibrations that were sent down the twitching member drew heavy grunts from the panting human above her.

Then she started to swallow, the muscles in her throat attempting to send the meat down to her stomach, relentlessly massaging the shaft. John's large hands gripped the bed sheets, the human unable to hold in a loud groan as he finally came, his cock jerking with the asari's warm throat, sending a flood of his hot seed into her waiting gullet. Nezzie closed her eyes, moaning into the man's prick as she felt it twitch. The human cum hit her throat, warm and sticky, sliding down into her stomach with ease. Spurt after spurt, she swallowed it all, bobbing her head as best as she could despite the cock in her throat, milking the human for all the seed he could give her.

Eventually, the milky cum stopped coming and Nezzie allowed the member to slide free from her throat and lips, the spent organ slapping against John's thighs. The asari gave the wide-eyed and dazed human a content smile, her stomach now full.

There was a moment of silence between the two, the only noises coming from their heavy breathing.

John spoke first.

"What was that about me bending you over the bed?"

Nezzie could only smile at that.

"That was part of plan, Johnny. Assuming you can go again, of course."

"Oh, I definitely can. I was taught at a companion villa, remember?"

"That you were."

So John bent the asari over the bed, her bosom pressing against the soft mattress as her shapely rear waited to be taken.

"Take my tight ass, Johnny. Take it _hard_." Nezzie mewled while John's fingers teased the valley between her plump ass cheeks. If John wasn't hard already, Nezzie's dirty talk would no doubt get him there.

John fingered the asari, first in her sweet cunt then in her ass, using her slick juices to loosen her tight, puckered hole. Nezzie shivered at the feel of the thick, intruding fingers pushing past the tight ring of muscles, moaning as they slid inside her, all the way to the knuckle. Her rear was tight, tighter than her cunt, and warmer. But it was also dryer and it needed some lubricant. Nezzie told him there was some in her nightstand. Sure enough, John's digging produced a bottle of clear, cool liquid. He squirted copious amounts on both his fingers and his cock, lubing his shaft as his fingers continued their task of stretching out Nezzie's tight hole.

Soon enough, he replaced his fingers with the thick head of his prick. Nezzie hissed as the human slowly pushed himself inside, the tip forcing itself through her puckered whole. When the head popped inside, the asari sighed, the hard part over with. Inch by inch, John's cock disappeared between Nezzie's soft ass cheeks, sliding deeper and deeper into her tight asshole. The asari moaned whorishly as the human grabbed her by the back of her neck, roughly shoving her face into the mattress, the act of dominance making her cunt wet. John grunted at the feel of her anal walls clenching around his prick, her hot rectum like velvet. The lubricant made it easier to move, but it was still difficult. Finally, John's hips connected with Nezzie's ass cheeks, the entire length of his mammoth cock sheathed in the asari's tight rear hole.

Taking a moment to let Nezzie grow accustomed to him, John basked in the feel of her ass contracting around his cock, massaging his shaft.

"Come on, human. Fuck me," Nezzie breathed, whimpered as John gave a short thrust in response. He was balls deep inside her and the jerk of his hips made his cock strike her sensitive depths.

John obliged, beginning to pull back slightly before sliding back inside, the friction of her tight rectum on his shaft leaving him speechless. Soon, the small thrusts grew into longer, harder strokes and John began to really fuck her, producing a wet, slapping noise each time he struck deep, his sizeable balls slapping against the asari's wet cunt.

Nezzie could only give quiet moans and whimpers as the human took her ass, shivering at having a dominant male mount her like a hound would to a bitch in heat. The man above her grunted in satisfaction, for an asari submitting to him was a clear victory. He thrust mightily into her squelching rear, plundering her unexplored depths, claiming it all for himself and himself alone. The asari raised her ass into his assault, moaning like a wanton slut that was hungry for some cock.

The bed shook with each thrust. Every time John hilted himself, Nezzie jerked forward with a high pitched squeal. Her small hands were balled into fists, each grabbing a hold of the sheets to the point where she almost tore them. Then, her body tensed up and the asari trembled in the human's strong grip. She had cum quietly with a soft moan, her sweet juices dripping down her thighs and onto the sheets, staining them.

"_Yesss…_" She whimpered, her hand going to her clit, rubbing furiously.

Now, it was John's turn. With a grimace, he held the asari bitch by the hips, fingers digging almost painfully into her delicate skin, and railed into her. A long, thick cock pumped into Nezzie's tight rectum like a piston, over and over, striking something deep inside, each stroke drawing moans from the blue woman. John palmed a plump ass cheek and squeezed, grunting as he too found release. One final thrust had him hilted inside her and his cock twitched, streams of hot cum painting the walls of her rectum milky white. Nezzie moaned as the heat pooled within her, relishing the feeling of the warm, sticky substance slide around inside.

Both were too tired to say much of anything as John finally slid free, his semi-limp cock slapping against his muscled thighs. He fell to the bed next to Benezia, panting and sweaty, just as she was.

The most that could be done was a quick peck on the lips as Benezia lazily leaned over to her human pet.

They fell to the lull of slumber quickly, lying side by side as dreams took them.

**-]|[-**

When John awoke, it was to the warm feeling of Thessia's sun shining in his face.

His vision came to him and he saw Lady Benezia, clad in a shear, silk robe, standing at one of her bedroom windows, all of which were open, allowing the morning air to flow into the room. His mistress held no interest for the beautiful view before her. Instead, John saw that her omni-tool held the entirety of her attention; the Matriarch rapt with interest as she read what appeared to be a message of some sort.

Most of all, however, Matriarch Benezia seemed incredibly happy, a large smile adorning her beautiful, elegant face.

"Good morning, Mistress," John said, taking a deep breath as he climbed out of the large bed, naked. "You seem brighter than usual."

The Lady Matriarch looked up from her omni-tool, eyes bright as could be.

"Oh, John," She greeted warmly; glad to see her pet awake. "I just received the most wonderful news! My daughter Liara, her archeology dig has finally wrapped up. She's coming home next week!"

**.**

**-]|[-**

**.**

_Long smut scene is long. _

_Also, I typed this up while listening to the soundtrack from "Pacific Rim". Yeah, I don't know either._

_I hope you enjoyed this! And sorry for the long wait!_


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